The Dow Chemical Company (NYSE: DOW) announced today that it is launching cash tender offers for up to $500 million aggregate principal amount of notes issued by Dow and its subsidiary Rohm and Haas Company.
Today’s announcement is in line with Dow’s ongoing commitment to further enhance the Company’s financial flexibility. Year-to-date, Dow has reduced its debt by $2.4 billion, resulting in a nearly $120 million year-to-date decline in interest expense.
“This action represents another example of Dow’s focus on further reducing the Company’s interest expense to drive higher earnings and enable ongoing shareholder remuneration,” said Bill Weideman, Dow’s executive vice president and chief financial officer.
Details regarding the cash tender offers:The Dow Chemical Company today has commenced cash tender offers for up to $500 million (the “tender cap”) aggregate principal amount of the notes listed in the table below issued by Dow and its wholly owned subsidiary Rohm and Haas Company. Following consummation of the tender offers, the notes that are accepted for purchase will be retired and cancelled by the relevant issuer. The price paid in the offers for each series of notes will be determined based on the yield to maturity of the U.S. Treasury Reference Security plus an applicable fixed spread, all as summarized in the table below and more fully described in the offer to purchase and related letter of transmittal to be distributed to holders of notes. Holders of notes purchased in the tender offers will also receive accrued and unpaid interest on such notes. The yield to maturity of the applicable U.S. Treasury Reference Security for each offer will be calculated by the dealer managers for each offer based on the bid-side price quoted on the applicable page of Bloomberg PX1 at 2:00 p.m., New York City time, on November 13, 2013. Notes validly tendered and not withdrawn on or before 5:00 p.m., New York City time, on November 13, 2013 (the “early tender time”) will receive the total consideration, which includes an early tender amount equal to $30.00 per $1,000 principal amount of notes accepted for purchase. Notes tendered after the early tender time but prior to the expiration time, which is 12:00 midnight, New York City time, on November 27, 2013 (the “expiration time”), will receive the tender offer consideration, which is equal to the total consideration less the early tender amount. No notes may be withdrawn from the tender offers after 5:00 p.m., New York City time, on November 13, 2013, except as required by law.
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